BeiGene’s $800 Million Public Offering


Goodwin advised BeiGene, Ltd. in its follow-on public offering of 7,920,800 of its American Depositary Shares (the “ADSs”) at the public offering price of $101.00 per ADS, totaling approximately $800 million in gross proceeds.

BeiGene, Ltd. (NASDAQ:BGNE), a commercial-stage biopharmaceutical company focused on developing and commercializing innovative molecularly targeted and immuno-oncology drugs for the treatment of cancer, today announced the closing of its follow-on public offering of 7,920,800 American Depositary Shares (ADSs), each representing 13 of its ordinary shares, par value $0.0001 per share, at a price to the public of $101.00 per ADS, for gross proceeds of approximately $800 million before deducting underwriting discounts and commissions and other offering expenses. This includes the full exercise of the underwriters’ option to purchase an additional 495,050 ADSs.

BeiGene intends to use proceeds from the offering for working capital and general corporate purposes, including research and development activities.

Goldman Sachs & Co. LLC, Morgan Stanley, Cowen, and Leerink Partners acted as joint book-running managers in this offering, and William Blair & Company, L.L.C. acted as co-manager.

The Goodwin team was led by partners Mitch Bloom (Picture), Edwin O’Connor and Qing Nian and included partner Duncan Greenhalgh, counsel Stephanie Philbin and associates Paul Rosie, Riley Lovendale, Kristin Eberhart, and Olivia Uitto.

Davis Polk advised the joint book-running managers and representatives of the underwriters with a team including Bruce K. Dallas and associates Jeffrey C. Lau, Dongbiao Shen and Stephanie Y. Cheng. Partner Rachel D. Kleinberg and associate Omer Harel provided tax advice. The intellectual property and technology team included partner Pritesh P. Shah and associate Paul S. Lee. Partner Nora M. Jordan provided Investment Company Act and Investment Advisers Act advice. Counsel Marcie A. Goldstein provided FINRA advice.

Involved fees earner: Bruce Dallas – Davis Polk & Wardwell; Jeffrey Lau – Davis Polk & Wardwell; Dongbiao Shen – Davis Polk & Wardwell; Stephanie Cheng – Davis Polk & Wardwell; Rachel Kleinberg – Davis Polk & Wardwell; Omer Harel – Davis Polk & Wardwell; Pritesh P. Shah – Davis Polk & Wardwell; Paul Lee – Davis Polk & Wardwell; Nora Jordan – Davis Polk & Wardwell; Marcie Goldstein – Davis Polk & Wardwell; Mitchell Bloom – Goodwin Procter; Edwin O’Connor – Goodwin Procter; Qing Nian – Goodwin Procter; Kristin Eberhart – Goodwin Procter; Paul Rosie – Goodwin Procter; Duncan Greenhalgh – Goodwin Procter; Stephanie Philbin – Goodwin Procter; Riley Lovendale – Goodwin Procter; Olivia Uitto – Goodwin Procter;

Law Firms: Davis Polk & Wardwell; Goodwin Procter;

Clients: Goldman, Sachs & Co.; Morgan Stanley; Cowen and Company; William Blair & Company, L.L.C.; Leerink Partners; BeiGene, Ltd.;

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Author: Ambrogio Visconti